United States Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X Quarterly Report Pursuant to Section 13 15(d) of
the Securities Exchange Act of 1934
For the Quarterly Period Ended February 28, 1998
or
Transition Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Transition period from ______ to ______
Commission File Number: 0-14342
COMMERCIAL PROPERTIES 4, L.P.
Exact Name of Registrant as Specified in its Charter
Virginia 11-2711361
State or Other Jurisdiction of
Incorporation or Organization I.R.S. Employer Identification No.
3 World Financial Center, 29th Floor, 10285
New York, NY Attn: Andre Anderson
Address of Principal Executive Offices Zip Code
(212) 526-3237
Registrant's Telephone Number, Including Area Code
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No____
Consolidated Balance Sheets At February 28, At November 30,
1998 1997
Assets
Real estate, at cost:
Land $ 2,000,000 $ 2,000,000
Building and improvements 18,669,226 19,032,005
20,669,226 21,032,005
Less accumulated depreciation (9,093,436) (9,208,423)
11,575,790 11,823,582
Cash and cash equivalents 413,674 133,958
Restricted cash 412,779 402,707
Rent receivable 104,152 106,351
Prepaid expenses, net of accumulated amortization
of $308,791 in 1998 and $522,642 in 1997 354,443 349,160
Deferred rent receivable 307,353 317,316
Other assets, net of accumulated amortization
of $76,594 in 1998 and $72,108 in 1997 97,289 101,775
Total Assets $13,265,480 $13,234,849
Liabilities and Partners' Capital (Deficit)
Liabilities:
Mortgage note payable $ 2,466,656 $ 2,503,108
Accounts payable and accrued expenses 562,130 435,377
Due to affiliates 2,381,900 2,349,614
Total Liabilities 5,410,686 5,288,099
Partners' Capital (Deficit):
General Partners (123,574) (124,399)
Limited Partners (56,341 units outstanding) 7,978,368 8,071,149
Total Partners' Capital 7,854,794 7,946,750
Total Liabilities and Partners' Capital $13,265,480 $13,234,849
Consolidated Statement of Partners' Capital (Deficit)
For the three months ended February 28, 1998
General Limited
Partners Partners Total
Balance at November 30, 1997 $(124,399) $8,071,149 $7,946,750
Net income (loss) 825 (92,781) (91,956)
Balance at February 28, 1997 $(123,574) $7,978,368 $7,854,794
Consolidated Statements of Operations
For the three months ended February 28, 1998 1997
Income
Rental $685,275 $716,818
Interest 4,154 24,703
Total income 689,429 741,521
Expenses
Property operating 330,453 330,973
Depreciation and amortization 296,453 275,139
Interest expense 89,521 100,316
General and administrative 64,958 40,270
Total expenses 781,385 746,698
Net Loss $(91,956) $(5,177)
Net Income (Loss) Allocated:
To the General Partners $825 $2,293
To the Limited Partners (92,781) (7,470)
$(91,956) $(5,177)
Per limited partnership unit
(56,341 outstanding) $(1.65) $(.13)
Consolidated Statements of Cash Flows
For the three months ended February 28,
1998 1997
Cash Flows From Operating Activities:
Net loss $(91,956) $(5,177)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation 266,456 239,677
Amortization 29,997 35,462
Increase (decrease) in cash arising from
changes in operating assets and liabilities:
Restricted cash (10,072) 3,758
Rent Receivable 2,199 6,136
Prepaid expenses and other assets (30,794) (44,611)
Deferred rent receivable 9,963 15,071
Accrued interest payable _ (17,135)
Accounts payable and accrued expenses 126,753 37,578
Due to affiliates 32,286 49,204
Net cash provided by operating activities 334,832 319,963
Cash Flows From Investing Activities:
Additions to real estate (18,664) (286,115)
Accounts payable - real estate assets _ 97,022
Net cash used for investing activities (18,664) (189,093)
Cash Flows From Financing Activities:
Mortgage principal payments (36,452) (44,845)
Net cash used for investing activities (36,452) (44,845)
Net increase in cash and cash equivalents 279,716 86,025
Cash and cash equivalents, beginning of period 133,958 1,339,034
Cash and cash equivalents, end of period $ 413,674 $ 1,425,059
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for interest $ 46,263 $ 68,108
Supplemental Disclosure of Non-Cash Investing Activities:
Write-off of fully depreciated tenant improvements $ 381,443 $ 84,966
Notes to the Consolidated Financial Statements
The unaudited financial statements should be read in conjunction with the
Partnership's annual 1997 audited consolidated financial statements within
Form 10-K.
The unaudited financial statements include all normal and reoccurring
adjustments which are, in the opinion of management, necessary to present a
fair statement of financial position as of February 28, 1998 and the results of
operations and cash flows for the three months ended February 28, 1998 and 1997
and the statement of changes in partners' capital (deficit) for the three
months ended February 28, 1998. Results of operations for the period are not
necessarily indicative of the results to be expected for the full year. No
significant events have occurred subsequent to fiscal year 1997, and no
material contingencies exist which would require disclosure in this interim
report per Regulation S-X, Rule 10- 01, Paragraph (a)(5). Part I, Item 2.
Management's Discussion and Analysis of Financial Condition and Results of
Operations Liquidity and Capital Resources Since the full amount of units
offered was not sold, insufficient funds were raised to meet the Partnership's
commitments with respect to the acquisition and lease-up of the properties. In
order to meet these commitments, the General Partners have postponed
reimbursements of certain fees and expenses. Funds made available by deferring
payment of the acquisition fee at Reflections have been fully distributed to
the Limited Partners as cash distributions. Cash flow from operations is
currently being utilized to make payments on the principal balance of the
mortgage secured by the Partnership's remaining property, Crosswest, or held in
escrow to fund future mortgage payments. It is anticipated that cash
distributions to the partners of the Partnership will remain suspended for the
foreseeable future in light of these funding needs and the Partnership's
decision to market Crosswest for sale as discussed below. The General Partners
expect to engage a real estate brokerage firm in 1998 to assist in marketing
for sale Crosswest and it is anticipated that following the sale of Crosswest
the Partnership will be liquidated. Any cash held by the Partnership at the
time of sale, less any contingent reserves necessary to liquidate the
Partnership, will be distributed together with proceeds resulting from such a
sale. There can be no assurance that the Property will be sold within this
time frame, or that any sale, if completed, will result in a particular price.
The Partnership had cash and cash equivalents at February 28, 1998 of $413,674
compared with $133,958 at November 30, 1997. The increase is primarily
attributable to net cash from operating activities exceeding real estate
additions and mortgage principal payments. At February 28, 1998, the
Partnership had a restricted cash balance of $412,779 compared with $402,707 at
November 30, 1997. The restricted cash balance at February 28, 1998 consisted
of $51,054 in security deposits, $250,235 in real estate tax escrows and
$111,489 representing the Crosswest lockbox escrow which was established in the
fourth quarter of 1993, pursuant to Crosswest's amended loan agreement. The
Partnership's cash balance, along with funds generated by operating activities
are expected to provide sufficient liquidity to enable the Partnership to meet
its operating expenses.
Accounts payable and accrued expenses totaled $562,130 at February 28, 1998
compared with $435,377 at November 30, 1997. The increase is primarily
attributable to increases in accrued property operating expenses and prepaid
rent.
Results of Operations
Partnership operations resulted in a net loss of $91,956 for the three months
ended February 28, 1998, compared with a net loss of $5,177 for the three
months ended February 28, 1997. The increased net loss in the 1998 period is
primarily due to lower rental and interest income, in addition to increased
depreciation and general and administrative expenses. Rental income totaled
$685,275 for the three months ended February 28, 1998, compared with $716,818
for the three months ended February 28, 1997. The decrease is primarily
attributable to lower average occupancy in the 1998 period. Interest income
decreased to $4,154 for the three months ended February 28, 1998, compared with
$24,703 for the three months ended February 28, 1997, primarily due to lower
average cash balances. Property operating expenses totaled $330,453 for the
three months ended February 28, 1998, largely unchanged from $330,973 for the
three months ended February 28, 1997, as increases in payroll and utilities
expense were offset by a reduction in cleaning expense. General and
administrative expenses totaled $64,958 for the three months ended February 28,
1998, compared with $40,270 for the three months ended February 28, 1997. The
increase is primarily attributable to the payment of leasing commissions. At
February 28, 1998 the property was 93% leased compared with 99% a year earlier.
The decrease is primarily attributable to a 6,000 square foot increase in the
Property's gross leasable area as a result of the conversion of an existing
first floor storage area into commercial office space during 1997. During the
remainder of fiscal 1998, leases totaling 24,902 square feet, or approximately
20% of the Property's leasable area, are scheduled to expire. The General
Partners will continue to negotiate renewals and aggressively market any
leasable space.
Part II Other Information
Items 1-5 Not applicable.
Item 6 Exhibits and reports on Form 8-K.
(a) Exhibits -
(27) Financial Data Schedule
(b) Reports on Form 8-K - No reports on Form 8-K
were filed during the three month period covered
by this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
COMMERCIAL PROPERTIES 4, L.P.
BY: CP4 REAL ESTATE SERVICES INC.
A General Partner
Date: April 14, 1998 BY: /s/ Jeffrey C. Carter
President and Director
Date: April 14, 1998 BY: /s/Timothy E. Needham
Vice President and
Chief Financial Officer
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<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> Nov-30-1998
<PERIOD-END> Feb-28-1998
<CASH> 413,674
<SECURITIES> 000
<RECEIVABLES> 104,152
<ALLOWANCES> 000
<INVENTORY> 000
<CURRENT-ASSETS> 000
<PP&E> 20,669,226
<DEPRECIATION> (9,093,436)
<TOTAL-ASSETS> 13,265,480
<CURRENT-LIABILITIES> 562,130
<BONDS> 2,466,656
<COMMON> 000
000
000
<OTHER-SE> 7,854,794
<TOTAL-LIABILITY-AND-EQUITY> 13,265,480
<SALES> 685,275
<TOTAL-REVENUES> 689,429
<CGS> 000
<TOTAL-COSTS> 330,453
<OTHER-EXPENSES> 361,411
<LOSS-PROVISION> 000
<INTEREST-EXPENSE> 89,521
<INCOME-PRETAX> (91,956)
<INCOME-TAX> 000
<INCOME-CONTINUING> (91,956)
<DISCONTINUED> 000
<EXTRAORDINARY> 000
<CHANGES> 000
<NET-INCOME> (91,956)
<EPS-PRIMARY> (1.65)
<EPS-DILUTED> (1.65)
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